Changes in corporate governance

Transcription

1 Compartiment B ISIN: FR Bloomberg: SCHP.FP Reuters: CCHE.PA CAC Mid & Small Index and EnterNext PEA-PME 150 Index Press release Changé, April 29, 2015 Changes in corporate governance Séché Environnement strengthens its Board of Directors, applying principles of complementary skills, director independence and gender parity The Annual General Meeting of shareholders held April 28, 2015 ratified the appointment of six new directors: - Pascale Amenc-Antoni - Guillaume Cadiou - Pierre-Henri Chappaz - Carine Salvy - Maxime Séché - Françoise Tauzinat. This decision, which doubles the size of the Board of Directors (from 5 members to 10), places the emphasis on complementary skill sets and independence of directors. It strengthens gender parity and reaffirms the entrepreneurial, family-business profile of Séché Environnement. Complementary skills 1 The Board of Directors henceforth includes numerous personalities with varied profiles: entrepreneurs, leaders of industry and financiers. They bring their complementary experience of the markets and businesses which are also those of Séché Environnement: - Joël Séché, 60 years, Chairman and Chief Executive Officer of Séché Environnement - Maxime Séché, 31 years, Deputy CEO of Séché Environnement - Caisse des Dépôts et Consignations (CDC), represented by: Jean Bensaïd, 53 years, member of the Executive Committee of Icade Françoise Tauzinat, 52 years, in charge of infrastructures, transport and energy in the Finance and Strategy department of CDC - Pascale Amenc-Antoni, 65 years, founder and director of Energymed - Guillaume Cadiou, 37 years, CEO Europe, Calderys (Imerys Group) - Pierre-Henri Chappaz, 36 years, Managing Director, Global Financial Advisory, Rothschild Group - Carine Salvy, 40 years, founding partner of Calla Consult - Jean-Pierre Vallée, 62 years, until 2010 in charge of external development of activities and operations in the Saint Gobain group. - Philippe Valletoux, 71 years, Vice-President of the Management Committee of Dexia Crédit Local up to Detailed profiles of each member of the Board of Directors are provided at the end of this press release Registered Office:S Les Hêtres BP Changé Cedex 1 / 6

2 Independence and gender parity strengthened The Board of Directors henceforth includes 4 members who may be regarded as independent, in the sense that they have no connection with Séché Environnement which could compromise the exercise of their freedom of judgment: - Pascale Amenc-Antoni - Guillaume Cadiou - Carine Salvy - Philippe Valletoux. Independent directors now represent 40% of Board members, compared with 20% up to now. The principle of balanced representation of men and women established by the French Law of January 27, 2011, is further strengthened by the appointment to the Board of 3 new woman directors, bringing the proportion of women Board members to 33%, compared with 20% earlier: - Pascale Amenc-Antoni - Carine Salvy - Françoise Tauzinat. Séché Environnement s entrepreneurial, family-business profile confirmed Joël Séché was reappointed Chairman and Chief Executive Officer of Séché Environnement. The presence on the Board of Séché Environnement of the founder s sons, Maxime Séché, Deputy CEO of Séché Environnement, and of Guillaume Séché, appointed a non-voting director, reaffirms the entrepreneurial, family-business profile of the Group. Ordinary and Extraordinary General Meetings adopt all resolutions proposed The Annual General Meeting of shareholders adopted all the resolutions proposed at both the Ordinary and Extraordinary General Meetings. The results of the votes on each resolution are available on the Séché Environnement website Next communication Revenue at June 30, 2015 July 27, 2015 after market close Contacts Séché Environnement Manuel Andersen Head of Investor Relations +33 (0) Registered Office: Les Hêtres BP Changé Cedex 2 / 6

3 About Séché Environnement Séché Environnement is one of the leading players in France in the treatment of, and resource recovery from, all types of waste from industry and/or from local communities. It is the leading independent operator in France, with a unique positioning as the specialists in managing technical risks, at the hub of closed, high-entry-barrier markets for waste recovery and treatment. Its facilities and expertise enable it to provide high value-added solutions to its industrial and public authority clients, targeting the challenges of the circular economy and sustainable development requirements such as: materials recovery or energy recovery from hazardous and non-hazardous waste; all types of treatment of solid, liquid or gaseous waste (thermal, physical-chemical or biological treatment); landfill of final hazardous and non-hazardous waste; eco-services for decontamination, decommissioning, asbestos removal and site rehabilitation. Based on its comprehensive know-how, the Group is actively developing its business on waste management outsourcing markets for its clientele of large local authorities and major industrial companies, in France and other countries. Séché Environnement has been listed on Eurolist by Euronext since November 27, The stock is eligible for French PEA-PME status. It forms part of the CAC Mid & Small Index and the EnterNext PEA-PME 150 Index. Important notice This press release may contain information of a provisional nature. This information represents either trends or targets at the date of the press release's publication and may not be considered as results forecasts or as any other type of performance indicators. This information is by nature subject to risks and uncertainties that are difficult to foresee and are usually beyond the Company's control, which may imply that expected results and developments differ significantly from announced trends and targets. These risks notably include those described in the Company s Registration Document, which is available on its website (www.groupe-seche.com). This information therefore does not reflect the Company's future performance, which may differ considerably, and no guarantee can be given as to the achievement of these forward-looking figures. The Company makes no commitment on the updating of this information. More complete information on the Company can be found on its website (www.groupe-seche.com), under Regulatory Information. This press release does not constitute an offer of shares nor a solicitation in view of an offer of shares in any country whatsoever, including the United States. Distribution of this press release may be subject to the laws and regulations in force in France or abroad. Persons in possession of this press release must be aware of these restrictions and must observe them. Registered Office: Les Hêtres BP Changé Cedex 3 / 6

4 DIRECTORS PROFILES Pascale AMENC-ANTONI A graduate of Paris-Assas and Sciences Po, Paris, Pascale Amenc-Antoni began her career as a journalist specializing in the oil and gas sector, from 1973 to She then joined the state-run Alternative Energies and Atomic Energy Commission, where she was in charge of, in turn, press relations, communications, human resources, the private office of the Director General, the Cadarache research center and ITER France (International research into controlled nuclear fusion). She is the founding President of Capenergies, the competitiveness cluster researching non-ghg-producing energy sources. From 2006 to 2010, she was Administrative Director, then Special Advisor to the Director General of ITER. From 2011 to 2013, she was Managing Director of COMIA, a joint venture between Mitsubishi Heavy Industries (MHI) and Comex Nucléaire. In January 2011, she founded the publication Energymed, which she continues to edit and manage. Jean BENSAID Jean Bensaïd is a graduate of the École Normale Supérieure, Cachan, and ENSAE Paris Tech (INSEE directors' class). He began his career at the French national statistics institute INSEE, before moving to the forecasting department of the Ministry of Finance. He served at the French Embassy in Washington, D.C. from 1994 to 1997 as Financial Attaché. In 1997, he became an adviser to the Prime Minister for macroeconomic and tax questions. From 2002 to 2004 he was again at the Finance Ministry, as Deputy Director in the areas of social policy and employment. He joined Caisse des Dépôts et Consignations (CDC) in 2004 as Deputy Director in charge of finance and strategy. In 2008 he became Managing Director of CDC Infrastructure and joined the Management Board of CDC. In 2014 he joined the Executive Committee of Icade, in charge of asset management. He holds the ASC qualification from the Institut Français des Administrateurs, and is decorated with the rank of Chevalier de l Ordre National du Mérite. Guillaume CADIOU After gaining diplomas from the Ecole Polytechnique, the Ecole Nationale des Ponts et Chaussées and the Collège des Ingénieurs, Guillaume Cadiou began his career as Deputy Head of the finance and policy bureau of the European Union, from 2003 to 2006, and from 2006 to 2008 was chargé de mission to the Director of Finance and Strategy at Caisse des Dépôts et Consignations (CDC). From 2008 to 2010 he was Deputy Director of the Prime Minister s private office in charge of implementing the economic resurgence plan. In 2011 he became Director of Strategy and Development of the Imerys Group. Since 2014 he has been CEO Europe of Caldérys (Imerys Group). Pierre-Henri CHAPPAZ Pierre-Henri Chappaz graduated from the business school ESSEC s Grande Ecole program in 2003, specializing in finance and law (in the Cursus Droit law/business department at ESSEC), and was recruited into the financial affairs department of Rothschild & Cie as management assistant in mergers and acquisitions. During the same period he taught civil responsibility and criminal sociology courses in the Law department of ESSEC. He was promoted to director rank within Rothschild & Cie in Since January 2013 he has been, and continues to be a managing partner of the Rothschild & Cie limited partnership, and was appointed Managing Director of the Rothschild Group s Global Financial Advisory activities in Registered Office: Les Hêtres BP Changé Cedex 4 / 6

5 Carine SALVY After gaining degrees at ESSEC, CFA Institute and IFA Institute, Salvy began her career as a financial analyst in the utilities sector at Paribas, in Sao Paolo and New York, and later at Lazard and Société Générale in London. From 2005 to 2010 she was a portfolio manager at Ecofin, an investment management company specializing in the energy, environmental and infrastructure sectors. Since 2010, she has been an independent consultant in strategy, finance and governance, advising on problems of business management, investment valuation and international development. She was appointed Managing Director of Poweo in 2012, and led the merger which absorbed Direct Energie to create the third-largest alternative energy operator in France. She is a director of PSB Industries, a packaging and specialty chemicals company, of ERAS, an engineering company, and of TIGF, which manages the transport and storage of natural gas. She is a founding partner of Calla Consult. Joël SECHE Joël Séché grew up in a family of entrepreneurs in the French département of the Mayenne, and set up his first company at the age of 20. After beginnings in the transportation business, he took over his family s building business which employed a dozen or so people, and led it to a sector which was already beginning to show great promise: waste treatment. Always ahead of his time, he built the business up around two key values: careful integration into the environment, and emphasis on the human factor. He was the first entrepreneur to achieve ISO certification for the quality of his environmental management. To raise funds to finance its growth, Séché Environnement went public on the Paris stock exchange in 1997, and took control of Alcor in 2001 and Trédi in The Group has now attained international multi-skill status for the treatment of all types of waste, as well as materials and energy recovery. Today, with its 1,700-strong workforce, Séché Environnement is a major player in the waste management industry. Maxime SECHE Armed with a Grande Ecole program diploma from the business school EDHEC, specializing in business creation, Maxime Séché began his career in the financial sector, first at Société Générale in Paris and London as an analyst in the utilities sector, and later in the investment capital department of Paris Orléans. He then gained entrepreneurial experience as co-founder of L14, an investment fund dedicated to renewable energies, and of BlueNRGY, an American software and services company serving the renewable energies sector. He is currently Deputy CEO of Séché Environnement. Maxime Séché holds an employment contract of indeterminate duration with the Company, which was signed November 27, 2013, with effect from December 2, Françoise TAUZINAT After gaining diplomas from ISG (option Finance), the ETP Japan program 1993/95, and the INSEAD Executive Program (corporate finance), Françoise Tauzinat worked in financial positions (management and financial control, acquisitions) in various French industrial companies and in different sectors (building materials, journalism, transport, services to industry), following an initial experience as an auditor with Deloitte. She worked for Seiko for two years in Japan, as part of, and then consequently to, a European program. In 1995, she joined the CDC Group as Financial Director of the Beture Group (engineering services and consultancy). In 1998, she moved to investment capital, becoming, in 2001, Managing Director of CDC Capital Investissement (now called CDC Entreprise). In 2006, she rose to become Director of investments of the Fonds de Réserve pour les Retraites (pension fund), in charge of investment programs in unquoted stocks, in investment capital and infrastructures. Registered Office: Les Hêtres BP Changé Cedex 5 / 6

6 In 2011 she joined the Finance et Strategy department of CDC. Françoise Tauzinat is currently responsible for the infrastructures, transport and engineering cluster within the Finance and Strategy department of CDC. She also holds various directorships as representative of CDC, including notably: Egis SA, where she presides over the commitments committee and sits on the remuneration committee, Compagnie Nationale du Rhône, where she sits on the audit and remuneration committees, and CDC Infrastructure. She holds IFA (Institut Français des Administrateurs) certification. Jean-Pierre VALLEE Jean-Pierre Vallée is a graduate of ICG ( Gustave Eiffel class) and holds a diploma from the Institut Français des Administrateurs (IFA). From 1996 to 2000 he held responsibilities in the Potier Group and at Saint-Gobain, where he was successively branch manager, Regional Director and National Director in the areas of ready-mix concrete and industrial fabrications. From 2000 to 2010 he was in charge of external development and operations in the same group. Philippe VALLETOUX Philippe Valletoux has successively held responsibilities in the French commission on new towns, the Ministry of the Interior, and Caisse des Dépôts et Consignations (CDC) where he was in charge of research into local development. From 1995 to 2009 he was President of Floral (bond issues for local authorities). Previously, in 1987 he had managed the local authority finance activity at Crédit Local de France, where he was also advisor to the President. In 2000 he became Vice-President of the Management Committee of Dexia Crédit Local, until * * * Registered Office: Les Hêtres BP Changé Cedex 6 / 6

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